Document




UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549-1004
___________________

FORM 8-K
___________________

CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) February 6, 2019
___________________
GENERAL MOTORS COMPANY
(Exact name of registrant as specified in its charter)
___________________
DELAWARE
(State or other jurisdiction of
incorporation)
001-34960
(Commission File Number)
27-0756180
(I.R.S. Employer
Identification No.)

300 Renaissance Center, Detroit, Michigan
(Address of principal executive offices)

48265-3000
(Zip Code)

(313) 667-1500
(Registrant's telephone number, including area code)

Not Applicable
(Former name or former address, if changed since last report)
__________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
 
 
¨
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
 
 
¨
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
 
 
¨
 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
 
 
¨
 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company  ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐







ITEM 2.02 Results of Operations and Financial Condition

On February 6, 2019 General Motors Company (GM) issued a news release and supplemental materials on the subject of its 2018 fourth quarter and full year consolidated earnings. The news release and supplemental materials are attached as Exhibit 99.1 and Exhibit 99.2.

Charts furnished to securities analysts in connection with GM's 2018 fourth quarter and full year consolidated earnings release are available on GM's website at www.gm.com/investors/earnings-releases.html.

ITEM 9.01 Financial Statements and Exhibits

EXHIBIT

Exhibit
Description
 
 
Exhibit 99.1
Exhibit 99.2







SIGNATURE



Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


 
 
GENERAL MOTORS COMPANY (Registrant)


 
By:
/s/ CHRISTOPHER T. HATTO
Date: February 6, 2019
 
Christopher T. Hatto, Vice President, Controller and Chief Accounting Officer




q42018earnings020619
Exhibit 99.1 2018 YEAR-END EARNINGS • Full-year EPS-diluted of $5.58; EPS-diluted-adj. of $6.54 GM Reports Another • Income of $8.1 billion includes $2.5 billion in costs primarily related to restructuring Strong Year of Earnings • Q4 EPS-diluted of $1.40; EPS-diluted-adj. of $1.43 FULL-YEAR 2018 RESULTS OVERVIEW Net Revenue Income Auto Operating Cash Flow EPS-Diluted GAAP $147.0 B $8.1 B $11.7 B $5.58 vs. 2017 + 1.0 % + 2,347 % $(2.6) B + 2,436 % EBIT-adj. Margin EBIT-adj. Adj. Auto FCF EPS-Diluted-adj. Non-GAAP 8.0% $11.8 B $3.8 B* $6.54 vs. 2017 (0.8) pts (8.3) % $(1.8) B (1.2) % *$4.4 billion, excluding the impact of the $0.6 billion in pre-funding payments to certain non-U.S. pensions in Q3 2018. GM delivered another strong year of earnings in a highly volatile environment in 2018. We will continue to make bold decisions to lead the transformation of this industry and drive signifcant shareholder value.” – Mary Barra, Chairman and CEO “2018 FULL-YEAR AND FOURTH-QUARTER RESULTS TRANSFORMATION TAKES SHAPE IN 2018 In 2018, GM reported strong full-year earnings per In the frst quarter, GM introduced the frst production- share-diluted-adjusted. Results were driven by strong ready autonomous vehicle built for operating safely pricing, surging crossover sales, successful execution of with no driver or manual controls. Cruise’s integrated the company’s full-size truck launch, growth of GM approach to software and hardware development Financial earnings and disciplined cost control. Full- attracted $5 billion in external capital during the year. year automotive adjusted free cash fow of $3.8 billion   includes the impact of $600 million in pre-funding In the second quarter, GM announced a plan to place payments to certain non-U.S. pensions. GM Korea on a path toward enterprise-level proftability. Fourth quarter results were led by strong performance in GM North America, driven by a rich vehicle mix and In November, the company announced steps to align strong pricing for GM’s all-new full-size pickup trucks: its product portfolio and capacity in North America the Chevrolet Silverado and GMC Sierra. with changed consumer preferences and transform its workforce to position the company for long-term GM FINANCIAL’S STRONG PERFORMANCE success. To date, nearly 950 hourly employees have GM Financial generated 2018 full-year earnings before been placed into U.S. plants with products in key tax (EBT) of $1.9 billion, up 58.3 percent compared to growth segments. Click here for details. 2017, on revenue of $14.0 billion. In the fourth quarter, it posted EBT of $400 million on revenue of $3.6 billion, and paid GM a cash dividend of $375 million. CADILLAC MOMENTUM CONTINUES IN 2019 In January, GM announced that Cadillac will lead the company to an all-electric future, revealing the brand’s plan for its frst fully electric vehicle. Following the success of the XT4 compact luxury SUV, Cadillac revealed the all-new three-row XT6 crossover. The brand also hinted at a future Escalade and upcoming performance sedan.  To continue this product momentum, Cadillac will launch a new model every Cadillac’s frst fully electric vehicle will be the frst model derived six months through 2021. from GM’s future EV platform.


 
Q4 2018 RESULTS OVERVIEW Net Revenue Income Auto Operating Cash Flow EPS-Diluted GAAP $38.4 B $2.1 B $6.3 B $1.40 vs. Q4 2017 + 1.8 % + $7.0 B $(0.5) B + $4.86 EBIT-adj. Margin EBIT-adj. Adj. Auto FCF EPS-Diluted-adj. Non-GAAP 7.4% $2.8 B $4.2 B $1.43 vs. Q4 2017 (0.8) pts (8.3) % $(0.2) B (13.3) % 2018 GLOBAL VEHICLE SALES Since 2015, the share of U.S. industry sales of crossovers We navigated signifcant headwinds in 2018 to and trucks has risen 12 percentage points and in China deliver another year of strong results, by 7 percentage points. To capitalize on these trends, demonstrating the earnings resiliency of this GM has revamped its crossover lineup and is launching company. The actions we’ve been taking to all-new full-size pickups that will be followed by full- size SUVs early next year. “shape a stronger, more proftable portfolio of businesses position GM for long-term success.” In the U.S., GM delivered nearly 3 million vehicles, – Dhivya Suryadevara, CFO helped by crossover sales that topped 1 million for the year. Average transaction prices were a record of nearly $36,000, while incentives as a percent of ATPs fell 0.3 LIQUIDITY ($B) (excludes Cruise and GM Financial) percent year over year. Combined sales of the Chevrolet Silverado and Colorado, and the GMC Sierra and 2018 2017 Canyon, rose 3 percent versus 2017. Cash and Current Marketable Securities 19.6 19.6 In the midst of a softening market in China, GM delivered 3.65 million vehicles. Cadillac deliveries in Total Liquidity 33.8 33.6 China surpassed 200,000 units, rising 17.2 percent for the year, while the brand’s global sales increased 7.2 percent. PENSION UPDATE GM’s U.S. pension underfunded position decreased Through Dec. 31, 2018, the company sold 8.4 million from $5.8 billion in 2017 to $5.1 billion by year-end 2018 vehicles globally. For details on GM’s global sales, click while the company’s non-U.S. pension underfunded here. position decreased from $8.3 billion to $6.4 billion. SEGMENT RESULTS (EBIT-ADJUSTED—$B) North America International GM Cruise GM Financial (EBT) 2018 2017 2018 2017 2018 2017 2018 2017 10.8 11.9 0.4 1.3 (0.7) (0.6) 1.9 1.2 Q4 18 Q4 17 Q4 18 Q4 17 Q4 18 Q4 17 Q4 18 Q4 17 3.0 2.9 (0.0) 0.4 (0.2) (0.2) 0.4 0.3 Strong EBIT-adj. was driven Results include strong full- The Cruise AV test feet has Continued growth from GMF by the strength of the year China equity income fully transitioned to Gen 3 enabled the commencement company’s full-size truck of $2 billion, ofset by vehicles that are intended for of a dividend payment to GM franchise and ongoing cost u n f a v o r a b l e f o r e i g n commercial launch. Partnering in Q4 2018. d i s c i p l i n e t h a t o f s e t exchange impact of South with DoorDash, Cruise will commodity headwinds and American currencies, which now pilot food deliveries in San downtime volume impact. continued through Q4. Francisco.


 
MEDIA CONTACT INVESTOR CONTACT Tom Henderson Michael Heifler GM Finance Communications GM Investor Relations Media Investors 313-410-2704 313-418-0220 tom.e.henderson@gm.com michael.heifler@gm.com General Motors (NYSE:GM) is committed to delivering safer, better and more sustainable ways for people to get around. General Motors, its subsidiaries and its joint venture entities sell vehicles under the Cadillac, Chevrolet, Baojun, Buick, GMC, Holden, Jiefang and Wuling brands. More information on the company and its subsidiaries, including OnStar, a global leader in vehicle safety and security services, Maven, its personal mobility brand, and Cruise, its autonomous vehicle ridesharing company, can be found at gm.com. Cautionary Note on Forward-Looking Statements: This press release may include “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. We caution readers not to place undue reliance on forward-looking statements. Statements including words such as “anticipate,” “appears,” “approximately,” “believe,” “continue,” “could,” “designed,” “efect,” “estimate,” “evaluate,” “expect,” “forecast,” “goal,” “initiative,” “intend,” “may,” “objective,” “outlook,” “plan,” “potential,” “priorities,” “project,” “pursue,” “seek,” “should,” “target,” “when,” “will,” “would,” or the negative of any of those words or similar expressions to identify forward-looking statements represent our current judgment about possible future events. In making these statements we rely upon assumptions and analysis based on our experience and perception of historical trends, current conditions and expected future developments, as well as other factors we consider appropriate under the circumstances. These statements are not guarantees of future performance; they involve risks and uncertainties and actual events or results may difer materially from these statements. Factors that might cause such diferences include, but are not limited to, a variety of economic, competitive and regulatory factors, many of which are beyond our control and are described in our Annual Report on Form 10-K for the year ended December 31, 2017, as well as additional factors we may describe from time to time in other flings with the U.S. Securities and Exchange Commission. We undertake no obligation to update publicly or otherwise revise any forward-looking statements, whether as a result of new information, future events or other factors that afect the subject of these statements, except where we are expressly required to do so by law. Basis of Presentation: The fnancial and operational information included in this press release relate to our continuing operations and not our discontinued operations, which consist of the Opel and Vauxhall businesses and certain other assets in Europe and the European fnancing subsidiaries and branches that were sold in 2017.


 
Exhibit
Exhibit 99.2

General Motors Company and Subsidiaries
Supplemental Material
(Unaudited)

Unless otherwise indicated, General Motors Company's (GM) non-GAAP measures are related to our continuing operations and not our discontinued operations. GM's non-GAAP measures include: earnings before interest and taxes (EBIT)-adjusted, presented net of noncontrolling interests; Core EBIT-adjusted; earnings per share (EPS)-diluted-adjusted; effective tax rate-adjusted (ETR-adjusted); return on invested capital-adjusted (ROIC-adjusted) and adjusted automotive free cash flow. GM's calculation of these non-GAAP measures may not be comparable to similarly titled measures of other companies due to potential differences between companies in the method of calculation. As a result, the use of these non-GAAP measures has limitations and should not be considered superior to, in isolation from, or as a substitute for, related U.S. GAAP measures.

These non-GAAP measures allow management and investors to view operating trends, perform analytical comparisons and benchmark performance between periods and among geographic regions to understand operating performance without regard to items we do not consider a component of our core operating performance. Furthermore, these non-GAAP measures allow investors the opportunity to measure and monitor our performance against our externally communicated targets and evaluate the investment decisions being made by management to improve ROIC-adjusted. Management uses these measures in its financial, investment and operational decision-making processes, for internal reporting and as part of its forecasting and budgeting processes. Further, our Board of Directors uses certain of these and other measures as key metrics to determine management performance under our performance-based compensation plans. For these reasons we believe these non-GAAP measures are useful for our investors.

EBIT-adjusted EBIT-adjusted is presented net of noncontrolling interests and is used by management and can be used by investors to review our consolidated operating results because it excludes automotive interest income, automotive interest expense and income taxes as well as certain additional adjustments that are not considered part of our core operations. Examples of adjustments to EBIT include but are not limited to impairment charges on long-lived assets and other exit costs resulting from strategic shifts in our operations or discrete market and business conditions; costs arising from the ignition switch recall and related legal matters; and certain currency devaluations associated with hyperinflationary economies. For EBIT-adjusted and our other non-GAAP measures, once we have made an adjustment in the current period for an item, we will also adjust the related non-GAAP measure in any future periods in which there is an impact from the item.

Core EBIT-adjusted Core EBIT-adjusted is used by management and can be used by investors to review our core consolidated operating results. Core EBIT-adjusted begins with EBIT-adjusted and excludes the EBIT-adjusted results of GM Cruise. Prior to the three months ended June 30, 2018 Core EBIT-adjusted excluded the EBIT-adjusted results of autonomous vehicle operations, including GM Cruise, Maven and our investment in Lyft, Inc. (Lyft). The measure was changed to align with segment reporting. All periods presented have been recast to reflect the changes.

EPS-diluted-adjusted EPS-diluted-adjusted is used by management and can be used by investors to review our consolidated diluted EPS results on a consistent basis. EPS-diluted-adjusted is calculated as net income attributable to common stockholders-diluted less income (loss) from discontinued operations on an after-tax basis, adjustments noted above for EBIT-adjusted and certain income tax adjustments divided by weighted-average common shares outstanding-diluted. Examples of income tax adjustments include the establishment or reversal of significant deferred tax asset valuation allowances.

ETR-adjusted ETR-adjusted is used by management and can be used by investors to review the consolidated effective tax rate for our core operations on a consistent basis. ETR-adjusted is calculated as Income tax expense less the income tax related to the adjustments noted above for EBIT-adjusted and the income tax adjustments noted above for EPS-diluted-adjusted divided by Income before income taxes less adjustments.

ROIC-adjusted ROIC-adjusted is used by management and can be used by investors to review our investment and capital allocation decisions. We define ROIC-adjusted as EBIT-adjusted for the trailing four quarters divided by ROIC-adjusted average net assets, which is considered to be the average equity balances adjusted for average automotive debt and interest liabilities, exclusive of capital leases; average automotive net pension and other postretirement benefits (OPEB) liabilities; and average automotive net income tax assets during the same period. Adjustments to the average equity balances exclude assets and liabilities classified as either assets held for sale or liabilities held for sale.
 
Adjusted automotive free cash flow Adjusted automotive free cash flow is used by management and can be used by investors to review the liquidity of our automotive operations and to measure and monitor our performance against our capital allocation program and evaluate our automotive liquidity against the substantial cash requirements of our automotive operations. We measure adjusted automotive free cash flow as automotive operating cash flow from continuing operations less capital expenditures adjusted for management actions. Management actions can include voluntary events such as discretionary contributions to employee benefit plans or nonrecurring specific events such as a closure of a facility that are considered special for EBIT-adjusted purposes.

1






General Motors Company and Subsidiaries
Supplemental Material
(Unaudited)

The following table reconciles segment profit (loss) to Net income (loss) attributable to stockholders under U.S. GAAP (dollars in millions):
 
Three Months Ended
 
Years Ended
 
December 31, 2018
 
December 31, 2017
 
December 31, 2018
 
December 31, 2017
Operating segments
 
 
 
 
 
 
 
GM North America (GMNA)
$
3,041


$
2,875


$
10,769


$
11,889

GM International (GMI)
(48
)

416


423


1,300

GM Cruise
(194
)
 
(158
)
 
(728
)
 
(613
)
General Motors Financial Company, Inc. (GM Financial)(a)
416


301


1,893


1,196

Total operating segments
3,215


3,434


12,357


13,772

Corporate and eliminations(b)
(387
)

(349
)

(574
)

(928
)
EBIT-adjusted
2,828


3,085


11,783


12,844

Adjustments







Transformation activities(c)
(1,327
)
 

 
(1,327
)
 

GMI restructuring(d)




(1,138
)
 
(540
)
Ignition switch recall and related legal matters(e)




(440
)

(114
)
Total adjustments
(1,327
)



(2,905
)

(654
)
Automotive interest income
117


82


335


266

Automotive interest expense
(185
)

(145
)

(655
)

(575
)
Income tax (expense) benefit(f)
611


(7,896
)

(474
)

(11,533
)
Income (loss) from continuing operations(g)
2,044


(4,874
)

8,084


348

Loss from discontinued operations, net of tax(h)


277


70


4,212

Net income (loss) attributable to stockholders
$
2,044


$
(5,151
)

$
8,014


$
(3,864
)
__________
(a)
GM Financial amounts represent earnings before income taxes-adjusted.
(b)
GM's automotive operations' interest income and interest expense, Maven, legacy costs from the Opel and Vauxhall businesses and certain other assets in Europe (the Opel/Vauxhall Business), which are primarily pension costs, corporate expenditures and certain nonsegment specific revenues and expenses are recorded centrally in Corporate.
(c)
These adjustments were excluded because of a strategic decision to accelerate our transformation for the future to strengthen our core business, capitalize on the future of personal mobility, and drive significant cost efficiencies. The adjustments primarily consist of employee separation charges and accelerated depreciation.
(d)
These adjustments were excluded because of a strategic decision to rationalize our core operations by exiting or significantly reducing our presence in various international markets to focus resources on opportunities expected to deliver higher returns. The adjustments primarily consist of employee separation charges, asset impairments and supplier claims in the year ended December 31, 2018, all in Korea. The adjustment in the year ended December 31, 2017 primarily consists of asset impairments and other restructuring actions in India, South Africa and Venezuela.
(e)
These adjustments were excluded because of the unique events associated with the ignition switch recall, which included various investigations, inquiries and complaints from constituents.
(f)
Income tax (expense) benefit includes an adjustment of $1.1 billion in the year ended December 31, 2018 consisting of (1) a non-recurring tax benefit related to foreign earnings recorded in the three months ended December 31, 2018; and (2) tax effects related to U.S. tax reform legislation. The adjustment of $9.1 billion in the year ended December 31, 2017 represents the tax expense of $7.3 billion related to U.S. tax reform legislation recorded in the three months ended December 31, 2017 and the establishment of a valuation allowance against deferred tax assets of $2.3 billion that will no longer be realizable as a result of the sale of the Opel/Vauxhall Business, partially offset by tax benefits related to tax settlements.
(g)
Net of Net (income) loss attributable to noncontrolling interests.
(h)
Represents the results of the Opel/Vauxhall Business and our European financing subsidiaries and branches (the Fincos, and together with the Opel/Vauxhall Business, the European Business).

2






General Motors Company and Subsidiaries
Supplemental Material
(Unaudited)

The following table reconciles EBIT-adjusted to Core EBIT-adjusted:
 
Three Months Ended
 
Years Ended
 
December 31, 2018
 
December 31, 2017
 
December 31, 2018
 
December 31, 2017
EBIT-adjusted(a)
$
2,828

 
$
3,085

 
$
11,783

 
$
12,844

EBIT loss-adjusted – GM Cruise
194

 
158

 
728

 
613

Core EBIT-adjusted
$
3,022

 
$
3,243

 
$
12,511

 
$
13,457

________
(a)
Refer to the reconciliation of segment profit (loss) to Net income (loss) attributable to stockholders under U.S. GAAP for adjustment details.

The following table reconciles diluted earnings (loss) per common share under U.S. GAAP to EPS-diluted-adjusted (dollars in millions):
 
Three Months Ended
 
Years Ended
 
December 31, 2018
 
December 31, 2017
 
December 31, 2018
 
December 31, 2017
 
Amount
 
Per Share
 
Amount
 
Per Share
 
Amount
 
Per Share
 
Amount
 
Per Share
Diluted earnings (loss) per common share
$
2,006


$
1.40


$
(5,165
)
 
$
(3.65
)

$
7,916


$
5.53


$
(3,880
)
 
$
(2.60
)
Impact of including dilutive securities(a)
 






0.07











Diluted loss per common share – discontinued operations




277


0.19


70


0.05


4,212


2.82

Adjustments(b)
1,327


0.93






2,905


2.03


654


0.44

Tax effect on adjustments(c)
(327
)

(0.23
)





(416
)

(0.29
)

(208
)

(0.14
)
Tax adjustments(d)
(954
)

(0.67
)

7,271


5.04


(1,111
)

(0.78
)

9,099


6.10

EPS-diluted-adjusted
$
2,052


$
1.43


$
2,383


$
1.65


$
9,364


$
6.54


$
9,877


$
6.62

________
(a)
Represents the dilutive effect of warrants and awards under stock incentive plans. Refer to the table below for the effect on weighted-average common shares outstanding – diluted-adjusted.
(b)
Refer to the reconciliation of segment profit (loss) to Net income (loss) attributable to stockholders under U.S. GAAP for adjustment details.
(c)
The tax effect of each adjustment is determined based on the tax laws and valuation allowance status of the jurisdiction to which the adjustment relates.
(d)
In the year ended December 31, 2018 the adjustment consists of: (1) a non-recurring tax benefit related to foreign earnings recorded in the three months ended December 31, 2018; and (2) tax effects related to U.S. tax reform legislation. In the year ended December 31, 2017 the adjustment consisted of the tax expense of $7.3 billion related to U.S. tax reform legislation and the establishment of a valuation allowance against deferred tax assets of $2.3 billion that are no longer realizable as a result of the sale of the Opel/Vauxhall Business, partially offset by tax benefits related to tax settlements. These adjustments were excluded because impacts of tax legislation and valuation allowances are not considered part of our core operations.

The following table reconciles weighted-average common shares outstanding – diluted under U.S. GAAP to weighted-average common shares outstanding – diluted-adjusted used in the calculation of EPS-diluted-adjusted (shares in millions):
 
Three Months Ended

Years Ended
 
December 31, 2018

December 31, 2017

December 31, 2018

December 31, 2017
Weighted-average common shares outstanding – diluted
1,432


1,414


1,431


1,492

Dilutive effect of warrants and awards under stock incentive plans


30





Weighted-average common shares outstanding – diluted-adjusted
1,432


1,444


1,431


1,492



3






General Motors Company and Subsidiaries
Supplemental Material
(Unaudited)

The following table reconciles our effective tax rate under U.S. GAAP to ETR-adjusted (dollars in millions):
 
Years Ended December 31,
 
2018
 
2017
 
Income before income taxes
 
Income tax expense
 
Effective tax rate
 
Income before income taxes
 
Income tax expense
 
Effective tax rate
Effective tax rate
$
8,549


$
474


5.5
%

$
11,863


$
11,533


97.2
%
Adjustments(a)(b)
2,946


416




654


208



Tax adjustments(c)
 

1,111






(9,099
)


ETR-adjusted
$
11,495


$
2,001


17.4
%

$
12,517


$
2,642


21.1
%
________
(a)
Refer to the reconciliation of segment profit (loss) to Net income (loss) attributable to stockholders under U.S. GAAP for adjustment details. Net income attributable to noncontrolling interests for these adjustments is included in the year ended December 31, 2018.
(b)
The tax effect of each adjustment is determined based on the tax laws and valuation allowance status of the jurisdiction to which the adjustment relates.
(c)
Refer to the reconciliation of diluted earnings (loss) per common share under U.S. GAAP to EPS-diluted-adjusted within the previous section for adjustment details.

We define return on equity (ROE) as Net income (loss) attributable to stockholders for the trailing four quarters divided by average equity for the same period. Management uses average equity to provide comparable amounts in the calculation of ROE. The following table summarizes the calculation of ROE (dollars in billions):
 
Years Ended December 31,
 
2018
 
2017
Net income (loss) attributable to stockholders
$
8.0


$
(3.9
)
Average equity(a)
$
37.4


$
42.2

ROE
21.4
%

(9.2
)%
________
(a)
Includes equity of noncontrolling interests where the corresponding earnings (loss) are included in Net income (loss) attributable to stockholders.

The following table summarizes the calculation of ROIC-adjusted (dollars in billions):
 
Years Ended December 31,
 
2018
 
2017
EBIT-adjusted(a)
$
11.8


$
12.8

Average equity(b)
$
37.4


$
42.2

Add: Average automotive debt and interest liabilities (excluding capital leases)
14.4


11.6

Add: Average automotive net pension & OPEB liability
18.3


21.0

Less: Average automotive net income tax asset
(22.7
)

(29.3
)
ROIC-adjusted average net assets
$
47.4


$
45.5

ROIC-adjusted
24.9
%

28.2
%
________
(a)
Refer to the reconciliation of segment profit (loss) to Net income (loss) attributable to stockholders under U.S. GAAP for adjustment details.
(b)
Includes equity of noncontrolling interests where the corresponding earnings (loss) are included in EBIT-adjusted.


4






General Motors Company and Subsidiaries
Supplemental Material
(Unaudited)

The following table reconciles Net automotive cash provided by operating activities from continuing operations under U.S. GAAP to adjusted automotive free cash flow (dollars in millions):
 
Three Months Ended
 
Years Ended
 
December 31, 2018
 
December 31, 2017
 
December 31, 2018
 
December 31, 2017
Net automotive cash provided by operating activities – continuing operations
$
6,299

 
$
6,775

 
$
11,737

 
$
14,358

Less: capital expenditures – continuing operations
(2,190
)
 
(2,049
)
 
(8,686
)
 
(8,325
)
Adjustments
 
 
 
 
 
 
 
Transformation activities
19

 

 
19

 

Korea restructuring
27

 

 
775

 

U.K. pension plan contribution(a)

 
198

 

 
198

GM Financial dividend(a)

 
(550
)
 

 
(550
)
Total adjustments
46

 
(352
)
 
794

 
(352
)
Adjusted automotive free cash flow – continuing operations
4,155

 
4,374

 
3,845

 
5,681

Net automotive cash used in operating activities – discontinued operations

 
(51
)
 

 
(36
)
Less: capital expenditures – discontinued operations

 

 

 
(653
)
Adjusted automotive free cash flow
$
4,155

 
$
4,323

 
$
3,845

 
$
4,992

________
(a)
These cash flows were excluded because they resulted from the sale of the European Business.

5






General Motors Company and Subsidiaries
Supplemental Material
(Unaudited)

The following tables summarize key financial information by segment (dollars in millions):
 
GMNA
 
GMI
 
Corporate
 
Eliminations
 
Total
Automotive
 
GM Cruise
 
GM
Financial
 
Eliminations
 
Total
Three Months Ended December 31, 2018
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net sales and revenue
$
29,823

 
$
4,960

 
$
48

 
 
 
$
34,831

 
$

 
$
3,599

 
$
(31
)
 
$
38,399

Expenditures for property
$
1,942

 
$
243

 
$
4

 
$
1

 
$
2,190

 
$

 
$
9

 
$

 
$
2,199

Depreciation and amortization
$
1,521

 
$
136

 
$
14

 
$
(3
)
 
$
1,668

 
$
2

 
$
1,971

 
$

 
$
3,641

Impairment charges
$
2

 
$
3

 
$

 
$

 
$
5

 
$

 
$

 
$

 
$
5

Equity income(a)
$
1

 
$
305

 
$

 
$

 
$
306

 
$

 
$
42

 
$

 
$
348

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
GMNA
 
GMI
 
Corporate
 
Eliminations
 
Total
Automotive
 
GM Cruise
 
GM
Financial
 
Eliminations
 
Total
Three Months Ended December 31, 2017
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net sales and revenue
$
28,751

 
$
5,694

 
$
36

 
 
 
$
34,481

 
$

 
$
3,252

 
$
(18
)
 
$
37,715

Expenditures for property
$
1,846

 
$
195

 
$
8

 
$

 
$
2,049

 
$
23

 
$
28

 
$

 
$
2,100

Depreciation and amortization
$
1,155

 
$
173

 
$
10

 
$

 
$
1,338

 
$

 
$
1,816

 
$

 
$
3,154

Impairment charges
$
19

 
$
4

 
$

 
$

 
$
23

 
$

 
$

 
$

 
$
23

Equity income(a)
$

 
$
503

 
$

 
$

 
$
503

 
$

 
$
44

 
$

 
$
547

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
GMNA
 
GMI
 
Corporate
 
Eliminations
 
Total
Automotive
 
GM Cruise
 
GM
Financial
 
Eliminations
 
Total
Year Ended December 31, 2018
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net sales and revenue
$
113,792


$
19,148


$
203





$
133,143


$


$
14,016


$
(110
)

$
147,049

Expenditures for property
$
7,784


$
883


$
21


$
(2
)

$
8,686


$
15


$
60


$


$
8,761

Depreciation and amortization
$
4,995


$
562


$
50


$
(3
)

$
5,604


$
7


$
7,531


$


$
13,142

Impairment charges
$
55


$
466


$
6


$


$
527


$


$


$


$
527

Equity income(a)
$
8


$
1,972


$


$


$
1,980


$


$
183


$


$
2,163

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
GMNA
 
GMI
 
Corporate
 
Eliminations
 
Total
Automotive
 
GM Cruise
 
GM
Financial
 
Eliminations
 
Total
Year Ended December 31, 2017
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net sales and revenue
$
111,345


$
21,920


$
342





$
133,607


$


$
12,151


$
(170
)

$
145,588

Expenditures for property
$
7,704


$
607


$
14


$


$
8,325


$
34


$
94


$


$
8,453

Depreciation and amortization
$
4,654


$
708


$
32


$
(1
)

$
5,393


$
1


$
6,573


$


$
11,967

Impairment charges
$
78


$
211


$
5


$


$
294


$


$


$


$
294

Equity income(a)
$
8


$
1,951


$


$


$
1,959


$


$
173


$


$
2,132

________
(a)
Includes Automotive China equity income of $307 million and $504 million in the three months ended December 31, 2018 and 2017 and $2.0 billion in the years ended December 31, 2018 and 2017.


6






General Motors Company and Subsidiaries
Supplemental Material
(Unaudited)

Vehicle Sales

GM presents both wholesale and total vehicle sales data to assist in the analysis of our revenue and our market share. Cuba, Iran, North Korea, Sudan and Syria are subject to broad economic sanctions. Accordingly these countries are excluded from industry sales data and the corresponding calculation of GM's market share.

Wholesale vehicle sales data consists of sales to GM's dealers and distributors as well as sales to the U.S. Government, and excludes vehicles sold by our joint ventures. Wholesale vehicle sales data correlates to GM's revenue recognized from the sale of vehicles, which is the largest component of Automotive net sales and revenue. In the year ended December 31, 2018 36% of our wholesale vehicle sales volume was generated outside the U.S. The following table summarizes wholesale vehicle sales by automotive segment (vehicles in thousands):
 
Three Months Ended
 
Years Ended
 
December 31, 2018
 
December 31, 2017
 
December 31, 2018
 
December 31, 2017
GMNA(a)
896


915


3,555


3,511

GMI(b)
316


328


1,152


1,267

Total
1,212


1,243


4,707


4,778

 
 
 
 
 
 
 
 
Discontinued operations

 

 

 
696

__________
(a)
Wholesale vehicle sales related to transactions with the European Business were insignificant for the three months and year ended December 31, 2017.
(b)
Wholesale vehicle sales include 131 vehicles related to transactions with the European Business for the year ended December 31, 2017.

7






General Motors Company and Subsidiaries
Supplemental Material
(Unaudited)

Total vehicle sales data represents: (1) retail sales (i.e., sales to consumers who purchase new vehicles from dealers or distributors); (2) fleet sales, such as sales to large and small businesses, governments, and daily rental car companies; and (3) vehicles used by dealers in their businesses, including courtesy transportation vehicles. Total vehicle sales data includes all sales by joint ventures on a total vehicle basis, not based on our percentage ownership interest in the joint venture. Certain joint venture agreements in China allow for the contractual right to report vehicle sales of non-GM trademarked vehicles by those joint ventures, which are included in the total vehicle sales we report for China. While total vehicle sales data does not correlate directly to the revenue GM recognizes during a particular period, we believe it is indicative of the underlying demand for GM vehicles. Total vehicle sales data represents management's good faith estimate based on sales reported by GM's dealers, distributors, and joint ventures, commercially available data sources such as registration and insurance data, and internal estimates and forecasts when other data is not available.

The following table summarizes total industry vehicle sales, by geographic region (vehicles in thousands):
 
Three Months Ended
 
Years Ended
 
December 31, 2018
 
December 31, 2017
 
December 31, 2018
 
December 31, 2017
United States
 
 
 
 
 
 
 
Chevrolet – Cars
111


147


476


617

Chevrolet – Trucks
255


261


969


926

Chevrolet – Crossovers
167


142


591


522

Cadillac
41


43


155


156

Buick
51


59


207


219

GMC
160


155


556


562

Total United States
785


807


2,954


3,002

Canada, Mexico and Other
132


150


536


574

Total North America(a)
917


957


3,490


3,576

Asia/Pacific, Middle East and Africa











Chevrolet
287


310


959


980

Wuling
295


340


1,071


1,141

Buick
267


347


1,020


1,183

Baojun
208


356


840


997

Cadillac
58


53


213


184

Other
25


49


97


185

Total Asia/Pacific, Middle East and Africa(a)(b)
1,140


1,455


4,200


4,670

South America(a)(c)
185


181


690


669

Total in GM markets
2,242


2,593


8,380


8,915

Total Europe
1


1


4


685

Total Worldwide
2,243


2,594


8,384


9,600

_______
(a)
Sales of Opel/Vauxhall outside of Europe were insignificant in the three months and year ended December 31, 2017.
(b)
Includes sales in India and South Africa. As of December 31, 2017 we have ceased sales of Chevrolet for the domestic markets in India and South Africa.
(c)
Primarily Chevrolet.

The vehicle sales at GM's China joint ventures presented in the following table are included in GM's retail vehicle sales above (vehicles in thousands):
 
Three Months Ended
 
Years Ended
 
December 31, 2018
 
December 31, 2017
 
December 31, 2018
 
December 31, 2017
SAIC General Motors Sales Co., Ltd.
466

 
599

 
1,749

 
1,906

SAIC GM Wuling Automobile Co., Ltd. and FAW-GM Light Duty Commercial Vehicle Co., Ltd.
499

 
694

 
1,896

 
2,135



8






General Motors Company and Subsidiaries
Supplemental Material
(Unaudited)

 
Three Months Ended
 
Years Ended
 
December 31, 2018
 
December 31, 2017
 
December 31, 2018
 
December 31, 2017
Market Share
 
 
 
 
 
 
 
United States – Cars
10.0
%
 
11.7
%
 
10.4
%
 
11.5
%
United States – Trucks
26.2
%
 
28.3
%
 
25.4
%
 
26.3
%
United States – Crossovers
16.0
%
 
15.4
%
 
14.8
%
 
15.1
%
Total United States
17.5
%
 
18.1
%
 
16.7
%
 
17.1
%
Total North America
16.9
%
 
17.6
%
 
16.2
%
 
16.6
%
Total Asia/Pacific, Middle East and Africa
8.8
%
 
10.2
%
 
8.6
%
 
9.4
%
Total South America
16.4
%
 
16.5
%
 
15.4
%
 
16.1
%
Total GM Market
11.5
%
 
12.4
%
 
11.2
%
 
11.8
%
Total Europe
%
 
%
 
%
 
3.6
%
Total Worldwide
9.4
%
 
10.2
%
 
8.9
%
 
10.2
%
 
 
 
 
 
 
 
 
United States fleet sales as a percentage of retail vehicle sales
19.6
%
 
19.9
%
 
21.3
%
 
19.2
%
 
 
 
 
 
 
 
 
North America capacity two shift utilization
93.6
%
 
97.6
%
 
97.0
%
 
98.3
%









9




General Motors Company and Subsidiaries

Combining Income Statement Information
(In millions) (Unaudited)
 
Year Ended December 31, 2018
 
Year Ended December 31, 2017
 
Automotive
 
GM Cruise
 
GM Financial
 
Eliminations
 
Combined
 
Automotive
 
GM Cruise
 
GM Financial
 
Eliminations
 
Combined
Net sales and revenue
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Automotive
$
133,143


$


$


$
(98
)

$
133,045


$
133,607


$


$


$
(158
)

$
133,449

GM Financial




14,016


(12
)

14,004






12,151


(12
)

12,139

Total net sales and revenue
133,143




14,016


(110
)

147,049


133,607




12,151


(170
)

145,588

Costs and expenses


 
















Automotive and other cost of sales
120,041


715




(100
)

120,656


115,800


592




(163
)

116,229

GM Financial interest, operating and other expenses




12,306


(8
)

12,298






11,128




11,128

Automotive and other selling, general and administrative expense
9,624


26






9,650


9,549


21






9,570

Total costs and expenses
129,665


741


12,306


(108
)

142,604


125,349


613


11,128


(163
)

136,927

Operating income (loss)
3,478


(741
)

1,710


(2
)

4,445


8,258


(613
)

1,023


(7
)

8,661

Automotive interest expense
662


1




(8
)

655


582






(7
)

575

Interest income and other non-operating income, net
2,573


25




(2
)

2,596


1,645








1,645

Equity income
1,980




183




2,163


1,959




173




2,132

Income (loss) before income taxes
7,369


(717
)

1,893


4


8,549


11,280


(613
)

1,196




11,863

Income tax expense
 

 

 

 

474


 

 

 

 

11,533

Income from continuing operations
 

 

 

 

8,075


 

 

 

 

330

Loss from discontinued operations, net of tax
 

 

 

 

70


 

 

 

 

4,212

Net income (loss)
 

 

 

 

8,005


 

 

 

 

(3,882
)
Net loss attributable to noncontrolling interests
 

 

 

 

9


 

 

 

 

18

Net income (loss) attributable to stockholders
 

 

 

 

$
8,014


 

 

 

 

$
(3,864
)
 





























Net income (loss) attributable to common stockholders
 
 
 
 
 
 
 
 
$
7,916

 
 

 
 
 
 
 
 
$
(3,880
)


10




General Motors Company and Subsidiaries

Basic and Diluted Earnings per Share
(Unaudited)

The following table summarizes basic and diluted earnings (loss) per share (in millions, except per share amounts):
 
Three Months Ended
 
Years Ended
 
December 31, 2018
 
December 31, 2017
 
December 31, 2018
 
December 31, 2017
Basic earnings per share
 
 
 
 
 
 
 
Income (loss) from continuing operations(a)
$
2,044


$
(4,874
)

$
8,084


$
348

Less: cumulative dividends on subsidiary preferred stock
(38
)

(14
)

(98
)

(16
)
Income (loss) from continuing operations attributable to common stockholders
2,006


(4,888
)

7,986


332

Loss from discontinued operations, net of tax


277


70


4,212

Net income (loss) attributable to common stockholders
$
2,006


$
(5,165
)

$
7,916


$
(3,880
)
 
 
 
 
 
 
 
 
Weighted-average common shares outstanding
1,412

 
1,414

 
1,411

 
1,465

 
 
 
 
 
 
 
 
Basic earnings (loss) per common share – continuing operations
$
1.42


$
(3.46
)

$
5.66


$
0.23

Basic loss per common share – discontinued operations
$


$
0.19


$
0.05


$
2.88

Basic earnings (loss) per common share
$
1.42


$
(3.65
)

$
5.61


$
(2.65
)
Diluted earnings per share
 
 
 
 
 
 
 
Income (loss) from continuing operations attributable to common stockholders – diluted(a)
$
2,006


$
(4,888
)

$
7,986


$
332

Loss from discontinued operations, net of tax – diluted
$


$
277


$
70


$
4,212

Net income (loss) attributable to common stockholders – diluted
$
2,006


$
(5,165
)

$
7,916


$
(3,880
)
 
 
 
 
 
 
 
 
Weighted-average common shares outstanding – diluted
1,432

 
1,414

 
1,431

 
1,492

 
 
 
 
 
 
 
 
Diluted earnings (loss) per common share – continuing operations
$
1.40


$
(3.46
)

$
5.58


$
0.22

Diluted loss per common share – discontinued operations
$


$
0.19


$
0.05


$
2.82

Diluted earnings (loss) per common share
$
1.40


$
(3.65
)

$
5.53


$
(2.60
)
Potentially dilutive securities(b)

9

 

 
9

 

__________
(a)
Net of Net income (loss) attributable to noncontrolling interests.
(b)
Potentially dilutive securities attributable to outstanding stock options and RSUs were excluded from the computation of diluted EPS because the securities would have had an antidilutive effect.

11




General Motors Company and Subsidiaries

Combining Balance Sheet Information
(In millions, except per share amounts) (Unaudited)
 
December 31, 2018
 
December 31, 2017
 
Automotive
 
GM Cruise
 
GM Financial
 
Reclassifications / Eliminations
 
Combined
 
Automotive
 
GM Cruise
 
GM Financial
 
Reclassifications / Eliminations
 
Combined
ASSETS
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Current Assets
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
$
13,670


$
2,291


$
4,883


$


$
20,844


$
11,224


$
23


$
4,265


$


$
15,512

Marketable securities(a)
5,966


92




(92
)

5,966


8,313








8,313

Accounts and notes receivable, net(b)
5,916


1


1,430


(798
)

6,549


7,759




806


(401
)

8,164

GM Financial receivables, net(c)




27,367


(517
)

26,850






20,901


(380
)

20,521

Inventories
9,816








9,816


10,663








10,663

Equipment on operating leases, net
247








247


1,106








1,106

Other current assets
1,372


27


3,640


(18
)

5,021


1,394


2


3,069




4,465

Total current assets
36,987


2,411


37,320


(1,425
)

75,293


40,459


25


29,041


(781
)

68,744

Non-current Assets



 













 









GM Financial receivables, net(c)




25,145


(62
)

25,083






21,271


(63
)

21,208

Equity in net assets of nonconsolidated affiliates
7,860




1,355




9,215


7,886




1,187




9,073

Property, net
38,464


43


251




38,758


35,960


34


259




36,253

Goodwill and intangible assets, net
3,552


671


1,356




5,579


3,803


679


1,367




5,849

Equipment on operating leases, net




43,559




43,559






42,882




42,882

Deferred income taxes
23,935


70


77




24,082


23,301


(72
)

315




23,544

Other assets
4,880




890




5,770


4,000




929




4,929

Total non-current assets
78,691


784


72,633


(62
)

152,046


74,950


641


68,210


(63
)

143,738

Total Assets
$
115,678


$
3,195


$
109,953


$
(1,487
)

$
227,339


$
115,409


$
666


$
97,251


$
(844
)

$
212,482

LIABILITIES AND EQUITY
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Current Liabilities
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Accounts payable (principally trade)(b)
$
22,359


$
28


$
707


$
(797
)

$
22,297


$
23,692


$
4


$
634


$
(401
)

$
23,929

Short-term debt and current portion of long-term debt



 













 









Automotive(c)
1,452






(517
)

935


2,895






(380
)

2,515

GM Financial




30,956




30,956






24,450




24,450

Accrued liabilities
24,042


41


3,985


(19
)

28,049


22,518


26


3,452




25,996

Total current liabilities
47,853


69


35,648